International Seaways (NYSE: INSW) VP RSU vesting and tax withholding

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

International Seaways, Inc. reported that Vice President & Controller Oshodi Adewale had 1,134 restricted stock units vest on March 12, 2026 under the company’s 2020 Management Incentive Compensation Plan. These units were settled in 1,134 shares of Common Stock.

To cover the resulting tax liability, 550 Common shares were withheld by International Seaways, Inc., rather than sold in the market. Following these routine compensation-related transactions, Adewale directly holds 11,820 shares of Common Stock and 2,268 restricted stock units.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Oshodi Adewale

Role Vice President & Controller

Type	Security	Shares	Price	Value
Disposition	Restricted Stock Units	1,134	$0.00	--
Other	Common Stock, no par value per share	1,134	$0.00	--
Tax Withholding	Common Stock, no par value per share	550	$0.00	--

Holdings After Transaction: Restricted Stock Units — 2,268 shares (Direct); Common Stock, no par value per share — 12,370 shares (Direct)

Footnotes (1)

These 1,134 shares of Common Stock are being acquired in connection with the vesting of 1,134 restricted stock units on March 12, 2026 pursuant to the International Seaways, Inc. 2020 Management Incentive Compensation Plan (the "Plan") which vested units are being settled in shares of Common Stock. In connection with the vesting of the units 550 shares are being withheld by International Seaways, Inc. ("INSW") in payment of the Reporting Person's tax withholding liability incurred as a result of the vesting of the units. These 1,134 restricted stock units vested on March 12, 2026 and are being settled in shares of Common Stock as reported in Table I of this Form 4.

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Form 4 Insider Transactions: What Each Field Means →

03/13/2026 - 07:00 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Oshodi Adewale

(Last)

(First)

(Middle)

C/O INTERNATIONAL SEAWAYS, INC.

600 THIRD AVENUE, 39TH FLOOR

(Street)

NEW YORK

10016

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
International Seaways, Inc. [ INSW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President & Controller

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, no par value per share	03/12/2026		J⁽¹⁾		1,134⁽¹⁾	A	⁽¹⁾	12,370	D
Common Stock, no par value per share	03/12/2026		F⁽¹⁾		550⁽¹⁾	D	⁽¹⁾	11,820	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units⁽²⁾	$0	03/12/2026		D⁽²⁾			1,134⁽²⁾	⁽²⁾	⁽²⁾	Common Stock⁽²⁾	1,134⁽²⁾	⁽²⁾	2,268⁽²⁾	D

Explanation of Responses:

1. These 1,134 shares of Common Stock are being acquired in connection with the vesting of 1,134 restricted stock units on March 12, 2026 pursuant to the International Seaways, Inc. 2020 Management Incentive Compensation Plan (the "Plan") which vested units are being settled in shares of Common Stock. In connection with the vesting of the units 550 shares are being withheld by International Seaways, Inc. ("INSW") in payment of the Reporting Person's tax withholding liability incurred as a result of the vesting of the units.

2. These 1,134 restricted stock units vested on March 12, 2026 and are being settled in shares of Common Stock as reported in Table I of this Form 4.

	/s/James D. Small III, Attorney-in-Fact, pursuant to power of attorney previously filed	03/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did the INSW Form 4 report for Oshodi Adewale?

The Form 4 reports that Oshodi Adewale, Vice President & Controller, had 1,134 restricted stock units vest and convert into 1,134 shares of International Seaways Common Stock on March 12, 2026, under the company’s 2020 Management Incentive Compensation Plan.

How many International Seaways (INSW) RSUs vested for Oshodi Adewale?

Adewale had 1,134 restricted stock units vest on March 12, 2026. These vested RSUs were settled in an equivalent 1,134 shares of International Seaways Common Stock, as part of routine compensation under the company’s 2020 Management Incentive Compensation Plan.

How many INSW shares were withheld for taxes in this Form 4?

In connection with the RSU vesting, 550 shares of International Seaways Common Stock were withheld by the company to pay Oshodi Adewale’s tax withholding liability. This withholding is not an open-market sale but an automatic tax-settlement mechanism.

How many INSW shares does Oshodi Adewale own after these transactions?

After the reported transactions, Oshodi Adewale directly owns 11,820 shares of International Seaways Common Stock. He also holds 2,268 restricted stock units, which represent additional potential future share settlements upon vesting under the company’s incentive plan.

Is the tax withholding in the INSW Form 4 an open-market sale?

No. The 550 shares reported under transaction code F were withheld by International Seaways to satisfy tax withholding obligations from RSU vesting. This disposition is a non-market, administrative event rather than a discretionary open-market stock sale.

What does transaction code D mean in the INSW Form 4 for RSUs?

Transaction code D reflects a disposition of 1,134 restricted stock units to the issuer as they vested and were settled in Common Stock. The RSUs were effectively converted into 1,134 shares, reducing Adewale’s RSU balance while increasing his Common Stock holdings.